Employment Non-Compete and Non-Disclosure

This employment and confidentiality agreement sets clear terms for hourly work, reporting, expenses, and insurance while establishing a confidentiality agreement designed to protect trade secrets, proprietary information, and other sensitive information. It defines billable hours, bench time, and deliverables, and it requires monthly time reports so the Company can manage operations and income predictably. By requiring professional standards and prior approval, the agreement helps protect business interests and competitive advantage when employees gain access to financial information, technology, design methods, and client data.

Intellectual property clauses address different types of work. All deliverables created during the term belong to the Company or its clients, while Pre-Existing Works remain owned by the employee. The agreement grants the Company permission to use deliverables that include such topics, and it requires disclosure of any third-party resources. This structure protects confidential information, reduces risks, and avoids disputes by separating what one party owned before the engagement from what is created under the agreement, and by excluding personal, pre-existing code when appropriate.

The contract includes restrictive covenants focused on non-solicitation, not a broad ban on competition. Specifically, for a specified period of two years, the employee agrees to avoid soliciting the Company's customers and vendors. Unlike non-compete agreements, this does not restrict engaging in work for a competing business or a company that directly competes; instead, it targets preventing employees from using inside knowledge to poach relationships.

This aligns with legitimate business interests while supporting employee mobility and the ability to pursue future opportunities. Many states treat these clauses differently, and the Federal Trade Commission has proposed rule changes-FTC issued guidance around classifying certain non-compete practices as an unfair method of competition, with attention to any final rule. Organizations should decide on the scope and limitations with legal counsel to ensure the terms are enforceable and compliant with applicable regulations. Remedies include injunctive relief and specified liquidated damages, and the agreement establishes governing law, venue for disputes, and assignment limits. Either party may terminate on 30 days' notice.

Use cases include high-level employees with access to customers and partners, new employees receiving specialized training, and roles touching core technology or operations. NDAs and non-solicitation terms also suit independent contractor situations. Clear definition clauses, without distracting article breaks, help teams comply.

Proposal Kit can help you create employment contracts, NDAs, and non-solicitation clauses using document assembly, automated line-item quoting for hourly work, an AI Writer to build supporting documents, and an extensive template library that emphasizes ease of use.

Beyond the core terms, this structure helps a company manage transitions when a former employee joins a competing company. Non-solicitation agreements, like the two-year client and vendor restraint, are designed to protect confidential information without broadly restricting careers. They aim to establish fair restrictions that target relationship poaching and disclosing sensitive data rather than excluding lawful competition. Because differences in law exist across many states, organizations should design clauses they can enforce under varied circumstances and focus on preventing harm tied to the misuse of knowledge, not ordinary competition.

Several alternatives can work together to reduce risk: non-disclosure agreements NDAs to protect confidential information, invention and IP ownership provisions to capture work product, and tailored non-solicitation terms that may or may not extend to other employees. Clear notice, venue, and liquidated damages provisions further support compliance by clarifying how disputes will be handled if a former employer must act to stop ongoing solicitation or improper disclosure of customer lists. Narrow scope definitions, explicit exclusions for pre-existing works, and clear third-party disclosures help exclude overreach and show reasonableness.

Proposal Kit can streamline how teams assemble these packages. Its document assembly and template library make it easier to create employment contracts with coordinated NDAs and non-solicitation agreements, align line-item quoting with hourly terms, and use the AI Writer to write supporting documents so stakeholders can compare alternatives and maintain a consistent, compliant paper trail.

Two practical points often overlooked in employment contracts are operational controls and remedies. This agreement's monthly reporting, expense documentation, and not-to-exceed cap support compliance and budgeting, while insurance requirements shift risk away from the Company. The liquidated damages clause pairs with injunctive relief to enforce restrictions if one party breaches confidentiality. To keep the liquidated amount defensible, organizations should align it with foreseeable harm and ensure a clear definition of confidential and proprietary information to avoid disputes about what the employee is disclosing.

On competition policy, this model shows several alternatives to outright non-compete agreements. Non-solicitation agreements that focus on customers or other employees can be more targeted and easier to enforce under varied circumstances. A fair approach is to limit the scope to accounts the worker touched during a specified period and to avoid broad bans on engaging with a competing company that directly competes in unrelated markets.

NDAs and non-solicitation clauses together protect confidential information and trade secrets while preserving employee mobility and the ability to pursue future roles. Keep watch on the Federal Trade Commission's proposed rule and any final rule addressing practices the agency views as an unfair method of competition; many states specifically weigh differences in what they restrict.

Implementation matters. Establish access controls so only those with a need-to-know can view sensitive financial information, technology, or client data. Exclude pre-existing code with precise IP schedules and require third-party license logs to create an auditable chain of permissions.

Decide how offboarding will collect Company materials, terminate credentials, and remind a former employee of ongoing confidentiality obligations with the former employer. These operational steps reduce risks and help teams comply in the future.

Proposal Kit can streamline how you create and maintain coordinated packages: employment contracts paired with non-disclosure agreements NDAs, non-solicitation agreements, and consistent clauses. Document assembly and an AI Writer help write variants that match business interests, tailor restrictions to role and market, and keep language consistent across documents without unnecessary article breaks.

Writing the Employment Non-Compete and Non-Disclosure document - The Narrative

How to Build a Legal Contract with Proposal Kit

This video illustrates how to create a legal contract using the Proposal Pack Wizard software. It also shows how to create a proposal with an invoice and contract at the same time.